When You Think Of Me
by Kyra5972
Summary: When she wakes up she's gonna curse his name, but he just can't stay any longer. *Songfic to When You Think Of Me by Mark Wills*


**Title:** When You Think Of Me

**Author:** Kyra

**Disclaimer:** I don't own them; if I did I wouldn't be writing fanfiction. Song is 'When You Think Of Me' by Mark Wills.

**Summary:** When she wakes up she's gonna curse his name, but he just can't stay any longer.

**Pairings:** Dean/Fred

**Spoilers:** SPN – Post S2, with a MAJOR change. AtS – None really, but Fred went home with her parents in Fredless instead of staying in LA.

**Warnings:** You might want a tissue, it's super sad and heartbreaking…

**A/N:** I know, I know, you all about died in shock when you saw the pairing, didn't you? I mean, me? Writing het? When Dean's involved? The world must really be ending, right? But I was listening to my itunes and this song came on and it just screamed 'Dean' to me…I couldn't resist writing it. But with the tone of the song, I just couldn't make a slash pairing work. I wanted someone more vulnerable-like and Fred fit the bill perfectly. I hope you all like it. Also, please don't kill me for the change I made to the S2 finale of SPN…

* * *

Dean sighed as he quietly slipped out of bed, being careful not to disturb the other occupant. He felt bad for doing this, and for doing it this way, but it was a long time coming. He'd been fighting the urge for months now and he just couldn't do it any longer.

After Sam died, he had left that life behind him. He had given everything to that life, his childhood, his love life, any semblance of normal he'd ever secretly hoped to have. And it ended up costing him his brother, his baby brother who was his whole world and had been since he was four years old and he'd carried Sammy out of their burning house. He'd tried to bring Sam back, had been willing to do anything if it meant Sammy would be alive again. Hell, he'd even been willing to give his very _soul_ just to get his brother back but that damned crossroads demon wouldn't make the deal. Sam was dead. His baby brother was gone and there was no bringing him back. So when Sam died, that was it. He finished the job, not willing to let his brother have died in vain. He stopped Yellow-Eyes from opening the Gate and he killed the son of a bitch. Then he'd turned his back and walked away.

He had tried settling down in one place, but it hadn't worked. He'd made it barely a month before he got restless and had to leave. Over the next two years, that first stop was the longest he ever stayed in one place. Then he'd met _her_ and that normal month before moving on had somehow stretched into a year and a half. He'd met her just outside a local bookstore where she worked, had literally run right into her as she locked the doors behind her after closing, spilling books all over the sidewalk. He'd asked if he could buy her lunch the next day as an apology and they'd ended up talking most of the next afternoon away. Dean wasn't sure who was more surprised, him or her, when he'd asked if he could have her number and take her out again. He hadn't asked for a girl's number since Sam died, sticking to picking women up in bars, half the time not even bothering to get their names. But that had all changed with her.

Fred was the best thing that had happened to him since Sam died and he would give anything to not have to hurt her like this, but he had his demons, demons he could never tell Fred about, and lately they'd all been saying the same thing: move on. He'd done his best to beat them, but after months of fighting the restlessness that had finally caught up to him, he just couldn't do it anymore.

Dean sighed again as he looked back at the bed. She looked so peaceful sleeping there, sheets pooled around her waist as she slept on her stomach, her arm stretched out across his spot on the bed as she subconsciously snuggled closer to the warm spot he had left behind.

Dean knew he wasn't any good for her, there was too much darkness in his past, too much that he could never tell her. She'd be better off once he was gone. He knew she'd curse his name when she woke up to find him gone, but hoped that she'd find a way to forgive him. She'd fall in love again, though. He knew she would. Some day that right guy for her would come along and he'd sweep her off her feet. He'd give her everything she deserved, everything Dean couldn't.

Biting back the pain he felt at that thought, Dean quietly pulled on boxers, pants, and a shirt before stuffing the essentials into a bag. Looking around the room, he winced as he realized just how much he had settled in here, his stuff strewn around the room, mixed in with hers. He wished he didn't have to leave, but he'd just end up hurting her more if he stayed. The restlessness would get to him and he'd end up saying something he'd regret.

As he moved around the room gathering the last of the things he didn't want to leave behind, including a picture of himself and Fred that was taken on their one year anniversary, Dean thought back to the night he'd met Fred, smiling softly to himself as he let the memory play out in his mind.

_He hadn't been paying attention to where he was going and therefore hadn't noticed the pretty brunette with the armful of books locking up a shop just a few doors down from him. As the woman had turned away from the door, he'd run right into her, sending the pile of books she'd been holding tumbling to the ground._

_Cursing softly and apologizing, Dean crouched down and helped the woman to collect the books. When they stood back up, Dean apologized once more as he handed over the books he'd collected._

"_I'm really sorry, I wasn't watching where I was going," he said before smirking a bit. "That's an awfully big stack of books for someone so tiny."_

"_It's okay, really. I wasn't paying attention, either," the woman had said as she shifted the stack of books trying to balance them better. "And I know it's a lot, but I just love to read."_

"_Here, let me," Dean offered as he took the stack of books from her, "it's the least I can do. Where to?"_

"_Oh!" The brunette looked surprised for a moment before pointing just down the street. "Um, my car is right over there."_

_Dean nodded and followed as she led the way to her car. "I'm Dean, by the way."_

_She smiled back at him as she replied, "Fred. Well, Winifred, actually, but only my parents really call me that, so you can call me Fred."_

_Dean grinned back at her as he set the stack of books in the passenger seat of Fred's car as she held door open for him. "I really am sorry about running into," Dean said as he straightened up once more. "Why don't you let me take you out for lunch tomorrow to make up for it? Whatever you like."_

"_You really don't have to…" Fred started._

_Dean shook his head, not letting her continue protesting. "Come on, whatever you want. Anything at all," he insisted._

"_Really? Even tacos?" Fred asked curiously, an excited spark lighting her eyes._

"_Tacos?" Dean repeated and Fred nodded vigorously._

"_I love tacos."_

"_Tacos it is then," Dean agreed with a chuckle._

_Fred blushed prettily and looked down at the ground for a moment before glancing up at Dean through her lashes. "Well, I should probably go," she said slowly, "but I'll see you tomorrow for lunch?"_

_Dean nodded. "How about noon? Outside the bookstore?" he suggested. "Then we'll go find you some tacos."_

_Fred nodded her agreement with a smile as she rounded her car and opened the driver's door. "I guess I'll see you tomorrow at noon, then," she said softly before getting in the car and driving away._

_Dean simply smiled as he watched Fred's car disappear around the corner._

Their first date had gone amazingly, seeming to pass in just the blink of an eye, ending with Dean asking Fred for her number and another date.

Dean shook himself out of his thoughts as he zipped his bag closed and pulled his shoes on. Looking back at Fred's peaceful form, he felt a stab of pain at doing this. Crossing the room, he gently sat down on the edge of the bed, careful not to move it too much and wake Fred. Leaning forward, he brushed her hair out of her face before kissing her softly.

Fred shifted in her sleep for a moment, letting out a soft, sleepy sigh and Dean froze for a moment as he watched Fred stir slightly before settling back into peaceful sleep once more. Letting out a soft sigh of his own, Dean gently rose from the bed.

Picking up a pen and pad of paper that Fred had left on the bedside table, Dean scrawled out a quick note. Ripping the page out as quietly as possible, he left the note on his pillow before grabbing his bag and making his way toward the door. Pausing in the bedroom doorway, he looked back one last time.

"Please don't hate me," he whispered softly into the room. "I'm sorry this is how it has to end. I love you, Fred."

And with that he turned and left. Leaving behind the love of his life and bits and pieces of their life together.

Fred woke slowly the next morning, a frown crossing her face as she reached for Dean and came up empty; Dean never woke up before her.

"Dean?" Her eyes opened and she looked confused as she looked around the room, her frown deepening as her hand brushed against something on Dean's pillow. Looking down, she saw a folded piece of paper sitting there. Picking up the paper, she unfolded it and tears filled her eyes as she read the simple note, feeling her heart break.

Placing the note down next to her, Fred pulled her knees up to her chest, wrapping her arms around them and resting her cheek atop her knees. She stared blankly at the wall for a few minutes blinking back her tears before her gaze drifted back down to the paper. Giving in, she let the tears fall as she stared at the words written in Dean's handwriting.

_When you think of me_

_remember the way that I used to be._

_Remember the times I held you tenderly._

_Remember the way that I love you._

* * *

_You look so peaceful sleepin'  
__You don't know that I'm leaving but I'm gone  
__Well, I did my best to beat 'em  
__But in my head the demons said move on  
__When you wake up you're gonna curse my name  
__But as time goes by I hope and pray_

_When you think of me  
__Remember the way that I used to be  
__Remember the times I held you tenderly  
__Remember the way that I love you_

_I think about the night I met you  
__I swore I'd never forget you  
__Well, I won't  
__I think about the way you'll live and breathe  
__Inside my dreams forever  
__Well, you'll be better when I'm gone  
__You'll be better when I'm gone  
_'_Cause I know you're gonna fall in love again  
__I'm sorry this is how it has to end_

_But…_

_When you think of me  
__Remember the way that I used to be  
__Remember the times I held you tenderly  
__Remember the way that I love you  
__Oh, when you think of me_

_As I pick up these bags and turn around  
__I say a little prayer and hope somehow  
__When you think of me  
__Remember the way that I used to be  
__Remember the time I held you tenderly  
__Remember the way that I love you_

_When you think of me  
__Remember the way that I used to be  
__Remember the time I held you tenderly  
__Remember the way that I love you_

_Oh…_

_When you think of me  
__Remember the way that I used to be  
__Remember the time I held you tenderly  
__Remember the way that I love you_

_When you think of me  
__Remember the way that I used to be  
__Remember the time I held you tenderly  
__Remember the way that I love you_

_When you think of me  
__Remember the way that I used to be  
__Remember the time I held you tenderly  
__Remember the way that I love you_

_When you think of me  
__Remember the way that I used to be  
__Remember the time I held you tenderly  
__Remember the way that I love you_

* * *

**Well, what do you think? The bunny attacked and I just couldn't resist… I hope you all liked it! Review, please? *gives everyone puppy dog eyes***

**~ Kyra**


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